Terms of Service

Pulse is a business-to-business service intended for organizations and their authorized personnel. It is not offered to consumers for personal, family, or household purposes.

Only a person who expressly accepts these Terms on behalf of an organization represents and warrants that the person has authority to bind that organization. An ordinary User's account creation, sign-in, User-facing acceptance, access, or use does not by itself represent that the User has authority to bind Customer or create an organization-level agreement.

Users may access the Service only as authorized by Customer and must comply with the User provisions of these Terms and the AUP. Account registration is limited to email domains an authorized administrator has approved, and access to Customer's workspace (a "practice") is granted by its administrators. Customer is responsible for provisioning and authorizing Users, administering their access, and their use of the Service.

CultureNest Pulse (the "Service") currently provides tools for organizations to manage and communicate workplace schedules and information, including: practices, offices, and user roles; a calendar and event records (including all-day and on-call items) displayed in the practice's time zone; importing events from CSV, ICS, and PDF files and from calendar feed URLs that Customer supplies; recipient groups; email templates; scheduled and on-demand daily digest emails, urgent messages, and test sends; sent-message and test-send history; email unsubscribe handling; and optional integrations such as the BlueJay employee directory integration.

Features, names, and availability may differ by plan, practice, or configuration, and some features may be offered only to specific customers or in pilot form.

Customer controls and is solely responsible for its content, configuration, recipients, groups and audience selection, templates, schedules, imported files and feeds, communications, notices, and how it uses the Service in its workplace.

CultureNest does not make, and the Service is not designed to make, employment, human resources, legal, compensation, benefits, scheduling-entitlement, disciplinary, termination, accommodation, leave, or other consequential decisions about any individual. Those decisions, and their consequences, belong solely to Customer.

Customer is responsible for human review of all content and output before relying on it, for compliance with employment, labor, privacy, communications, and workplace laws, for providing any notices and obtaining any consents required to process personal information or send communications, and for keeping records required by law.

The Service may receive limited data from integrations that Customer enables, such as the BlueJay employee directory, external calendar feeds, or single sign-on providers. By enabling or authorizing an integration, Customer instructs and authorizes CultureNest to exchange the data reasonably necessary to operate it.

The BlueJay integration, where enabled, is read-only and pull-based: Pulse retrieves a limited set of work-related employee fields (such as name, work email, job title, employment status, and related identifiers and dates) from BlueJay when a sync runs, and does not write data back to BlueJay. BlueJay remains the source of truth for the employee data it provides. Pulse does not create user accounts or assign roles from BlueJay data. Synchronization occurs only when initiated as offered by the Service and may be delayed, partial, or unavailable.

Third-party services are provided by their own operators under their own terms. CultureNest is not responsible for their availability, accuracy, security, acts, omissions, or changes, or for any use of data after it is transmitted at Customer's direction. Integrations may be modified, suspended, or discontinued if a third party changes or restricts its service.

Some features use automation or AI models, including extracting event information from uploaded PDF documents (including scanned pages) and automated scheduling, categorization, and assembly of digest content. Uploaded document content may be sent to a third-party AI model provider to produce this output.

Automated and AI-generated output may be incomplete, inaccurate, outdated, biased, or unsuitable for your purpose. You must review output before saving, sending, or relying on it. CultureNest makes no warranty that any output is accurate or complies with any law, policy, or Customer requirement.

You may not use the Service or its output to engage in unlawful discrimination or to make solely automated decisions producing legal or similarly significant effects on individuals, including employment decisions, without meaningful human review and any notices or assessments required by law.

"Customer Data" means data submitted to the Service by or for Customer, including data received from integrations Customer enables. As between the parties, Customer owns Customer Data and grants CultureNest a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, and display Customer Data only as needed to provide and operate the Service; maintain, secure, support, and troubleshoot it; comply with law; and carry out a Signed Agreement. Product analytics or improvement beyond those purposes will use aggregate or de-identified information unless Customer expressly authorizes broader use.

Customer represents and warrants that it has all rights, authority, notices, consents, and lawful bases required to submit Customer Data and to instruct its processing, and that Customer Data and its processing will not violate law or third-party rights. Customer is responsible for the accuracy, quality, legality, and minimization of Customer Data.

The Service is intended for workplace scheduling and communications information. Do not submit sensitive personal information that the Service is not designed to process, such as government identification numbers, financial account numbers, precise health or medical details, or biometric data, except where a Signed Agreement expressly supports it.

CultureNest makes no representation that Pulse complies with HIPAA or that CultureNest is or is not a business associate. Contract language alone does not determine business-associate status under applicable law. Customer must determine whether its intended use involves protected health information (PHI), whether a business associate agreement (BAA) is required, and whether Pulse and Customer's safeguards are appropriate for that use. Unless a required BAA is in effect, Customer must not submit PHI to Pulse.

CultureNest may use aggregated or de-identified data that does not identify Customer or any individual to operate, analyze, and improve its services.

You must keep your credentials confidential, may not share accounts, and are responsible for activity under your account. Use security features the Service offers, keep your devices, browsers, and networks secure, and notify us promptly at hello@culturenest.io of any actual or suspected unauthorized access or security incident.

CultureNest may suspend or restrict any account, User, practice, integration, or feature, with or without notice, if we reasonably believe it is necessary to protect the security or integrity of the Service, other customers, or third parties, to comply with law, or to address a suspected breach of these Terms.

CultureNest may modify, improve, replace, deprecate, suspend, or discontinue any feature or the Service. Where a change materially reduces core functionality for a paying Customer, we will use reasonable efforts to provide advance notice where practical.

No uptime commitment, service level, or service credit applies unless stated in a Signed Agreement. The Service may be unavailable because of maintenance, updates, third-party or infrastructure outages, emergency security measures, or events beyond our reasonable control. Delivery of email and other communications depends on third parties and recipient systems and is not guaranteed.

Customer is responsible for retaining any records it is legally required to keep and for exporting data it needs. The Service is not Customer's authoritative system of record unless a Signed Agreement expressly says so.

Features identified as beta, preview, pilot, early access, or similar, and features made available to a limited set of practices (including the BlueJay integration in its current form), are provided AS IS and AS AVAILABLE, may contain defects, may change materially, and may be discontinued at any time without liability. Do not rely on them for mission-critical, legal, compliance, payroll, benefits, employment, or other consequential purposes without independent verification.

Fees, billing terms, and payment obligations are set by the applicable order, Signed Agreement, or other written pricing accepted by Customer. These Terms do not establish any price. Fees are exclusive of taxes; Customer is responsible for all sales, use, value-added, withholding, and similar taxes and duties, except taxes on CultureNest's net income.

If amounts owed are past due, CultureNest may suspend access to the Service as permitted by the applicable agreement.

CultureNest and its licensors own all right, title, and interest in the Service, including its software, interfaces, designs, documentation, and the CultureNest and Pulse names and marks. Subject to these Terms, CultureNest grants Customer and its Users a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service for Customer's internal business purposes. All rights not expressly granted are reserved.

If you provide suggestions or feedback, CultureNest may use them without restriction or obligation to you.

You may stop using the Service at any time. Customer's subscription terms are governed by the applicable order or Signed Agreement. CultureNest may suspend or terminate access for breach of these Terms, non-payment, legal requirements, security risks, or discontinuation of the Service. On termination, rights granted to you end. Sections that by their nature should survive will survive, including Customer Data responsibilities, disclaimers, limitation of liability, indemnification, dispute terms, and general terms.

Customer will defend, indemnify, and hold harmless the CultureNest Parties from and against all third-party claims, demands, actions, and proceedings, and all resulting losses, liabilities, damages, judgments, settlements, fines, penalties, costs, and expenses (including reasonable attorneys' fees), arising out of or relating to: (a) Customer Data; (b) instructions given by Customer or its Users; (c) unlawful, unauthorized, or negligent use of the Service; (d) employment, workplace, or personnel decisions or practices; (e) communications, messages, or content sent or published using the Service; (f) integrations enabled by Customer and data exchanged through them; (g) Customer's or its Users' breach of these Terms or the Acceptable Use Policy; (h) violation of any law or third-party right; (i) Customer's products, services, or workplace practices; or (j) access to the Service granted by Customer.

To the extent enforceable under applicable law, an individual User will indemnify the CultureNest Parties only for third-party claims arising from that User's own unauthorized or unlawful conduct in connection with the Service. This individual obligation does not make an ordinary User responsible for Customer's separate obligations or conduct.

CultureNest will give reasonably prompt notice of a claim (delay relieves the indemnifying party only to the extent it is materially prejudiced) and reasonable cooperation at the indemnifying party's expense. CultureNest may participate with counsel of its choosing and may assume control of the defense of any claim at its option. The indemnifying party may not settle any claim that imposes an obligation on, or admits fault by, a CultureNest Party without CultureNest's prior written consent.

Each party may receive nonpublic information that the disclosing party identifies as confidential or that reasonably should be understood to be confidential, including Customer Data and Customer business information, and CultureNest's software, security information, product plans, pricing, and other proprietary information ("Confidential Information"). The receiving party will use reasonable care to protect Confidential Information, use it only to perform or exercise rights under these Terms, and disclose it only to personnel, contractors, and advisers who need to know it and are bound by confidentiality duties.

Confidential Information does not include information that the receiving party can document: is or becomes public without breach; was lawfully known without restriction; is received lawfully from a third party without confidentiality duty; or is independently developed without use of the disclosing party's Confidential Information. A receiving party may disclose information when legally required if, where legally permitted, it gives prompt notice and reasonable assistance. A Signed Agreement controls where it conflicts with this section. This section does not create any unlimited-liability exception.

Unless a Signed Agreement provides otherwise, these Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the State of Arizona, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The state and federal courts located in Maricopa County, Arizona have exclusive jurisdiction and venue over any such dispute, and each party consents to personal jurisdiction there.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL CLAIMS MUST BE BROUGHT IN A PARTY'S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

Notwithstanding the above, CultureNest may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property, confidential information, or the security of the Service, or to stop unauthorized access or misuse, without posting a bond where permitted.

• Order of precedence: a Signed Agreement, then these Terms, then the incorporated policies, unless a document expressly states otherwise.
• Assignment: Customer may not assign or transfer these Terms without CultureNest's prior written consent. CultureNest may assign these Terms without consent to an affiliate or in connection with a merger, reorganization, financing, acquisition, or sale of all or substantially all of its assets or the relevant business.
• Force majeure: neither party is liable for delay or failure caused by events beyond its reasonable control, including acts of God, natural disasters, epidemics, war, terrorism, civil unrest, labor disputes, government action, utility or internet failures, and failures of third-party hosting, email, or infrastructure providers (payment obligations excepted).
• No waiver: failure or delay in enforcing any provision is not a waiver.
• Severability: if a provision is held unenforceable, it will be reformed to the minimum extent necessary to make it enforceable, and the rest remains in effect.
• Survival: provisions that by their nature should survive termination survive.
• No third-party beneficiaries, except that the CultureNest Parties are intended beneficiaries of the disclaimer, limitation of liability, and indemnification sections.
• Independent contractors: the parties are independent contractors; nothing creates a partnership, joint venture, employment, fiduciary, or agency relationship.
• Headings are for convenience only. "Including" means "including without limitation."
• Entire agreement: these Terms and the incorporated policies are the entire agreement regarding their subject matter and supersede prior understandings, subject to any Signed Agreement.
• Electronic acceptance: clicking or checking an express acceptance control is an electronic signature to the extent applicable law permits. A User-facing acceptance binds the individual User to User provisions but does not by itself bind Customer.
• Notices: CultureNest may give notice by email to the address on your account, in the Service, or by posting on this site. Notices to CultureNest must be sent to hello@culturenest.io, unless a Signed Agreement specifies otherwise.
• Amendments: CultureNest may update these Terms. The updated version is effective when posted, or on the stated effective date. For material changes, we may require you to accept the updated Terms before continuing to use the Service; continued use after the effective date constitutes acceptance to the extent permitted by law.
• Remedies are cumulative, except where these Terms state an exclusive remedy.
• Export and sanctions: you will comply with U.S. export control and sanctions laws and may not use the Service in, or on behalf of persons in, embargoed jurisdictions or on restricted-party lists.
• Compliance and anti-abuse: you will use the Service in compliance with applicable law and will not circumvent technical limits or protections.
• Interpretation: these Terms will be interpreted according to their plain meaning and, to the extent permitted by law, not construed against either party as the drafter.

CultureNest LLC, Arizona, USA. Email: hello@culturenest.io.